GARY MILLERCHIP - 10 Mar 2022 Form 4 Insider Report for KROGER CO (KR)

Role: Senior Vice President and CFO
Signature: /s/ Gary Millerchip, by Dorothy D. Roberts, Attorney-in-Fact
Issuer symbol: KR
Transactions as of: 10 Mar 2022
Transactions value $: -$1,851,928
Form type: 4
Filing time: 14 Mar 2022, 12:55:48 UTC
Previous filing: 16 Jul 2021
Next filing: 15 Mar 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KR	Common Stock	Award	$0	+19.7K	+10.55%	$0.00	207K	10 Mar 2022	Direct	F1
transaction	KR	Common Stock	Award	$0	+48.5K	+23.47%	$0.00	255K	10 Mar 2022	Direct	F2
transaction	KR	Common Stock	Tax liability	-$1.25M	-21.8K	-8.55%	$57.09	233K	10 Mar 2022	Direct	F3
transaction	KR	Common Stock	Tax liability	-$607K	-10.9K	-4.66%	$55.89	222K	10 Mar 2022	Direct	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KR	Non-Qualified Stock Option	Award	$0	+46.6K		$0.00	46.6K	10 Mar 2022	Common Stock	46.6K	$57.09	Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Restricted stock awarded pursuant to a long-term incentive plan of The Kroger Co. The restrictions on these shares lapse in equal annual installments over a four-year period, at the rate of 25% per year commencing one year from the date of the award.
F2	Shares awarded pursuant to a long-term incentive plan of The Kroger Co.
F3	Payment of tax liability associated with share award.
F4	Payment of tax liability associated with restricted stock.
F5	These options were granted under a long-term incentive plan of The Kroger Co. and vest in equal annual installments over a four-year period, at the rate of 25% per year commencing one year from the date of the grant.